b5b2e6e6c3
New page /services/corporate/dexit-reincorporation (matches CRTC service-page
structure): explains DEXIT, the DE franchise-tax dollar driver (real Oracle Health
proxy: $23,600 -> ~$1,000), NV/TX/FL destination guidance, 6-step how-it-works,
3 cited real SEC reincorporation filings (Oracle Health, FG Financial, LogicMark)
with verbatim quotes + EDGAR links, honesty callout, and a lead-gen CTA ('Get my
DEXIT estimate' -> /contact?topic=dexit, NOT a buy-now checkout). Linked from the
corporate services index (new card) + the global Services dropdown across the site.
docs/dexit-cited-filings.md: the filing excerpts + verified gov/statute links.
docs/dexit-readiness-assessment.md: HONEST e2e readiness -- new NV/TX formation is
built (checkout order_type=formation -> formation_orders -> ERPNext SO ->
formation_worker -> TX/NV adapters) but unverified e2e; the 'move a company'
(conversion/domestication) flow + corporate annual-report automation are NOT built;
EIN is kept on a conversion (our ein_worker does NEW EINs only). Page stays lead-gen
until the generic entity-conversion SKU + admin-assisted handler are built+tested.
80 lines
4.2 KiB
Markdown
80 lines
4.2 KiB
Markdown
# DEXIT outreach: cited SEC filings (proof for copy + a "verify it yourself" block)
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Real reincorporation filings from OTC/microcap issuers, with verbatim excerpts and
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links. Use these to back the email claims and on any proof page. All are public on
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SEC EDGAR; the recipient can open them and verify in under a minute. Pulled
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2026-06-09.
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---
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### 1. Oracle Health, Inc. - DE -> NV (the dollar-figure proof)
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Definitive proxy explaining the reincorporation. The single best citation because
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it puts a hard number on the Delaware franchise-tax pain for a microcap.
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> "we anticipate that the Reincorporation will result in reduced corporate tax
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> obligations, as Nevada currently imposes no corporate income or franchise tax,
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> while Delaware imposes an annual franchise tax, ranging from $175 to a maximum
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> of $200,000. **Despite that we are a pre-revenue startup, our Delaware franchise
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> tax obligation for fiscal year 2021 reached $23,600.** Nevada only charges
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> corporations incorporated in Nevada nominal annual corporate fees ... We
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> anticipate that our obligation for this annual fee will be **approximately
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> $1,000** ..."
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> "Nevada is a nationally-recognized leader in adopting and implementing
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> comprehensive and flexible corporation laws ... Nevada courts have developed
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> considerable expertise in dealing with corporate legal issues and have produced
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> a substantial body of case law construing Nevada corporation laws."
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> "The Articles of Incorporation of Oracle NV limit the liability of its directors
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> and officers to the maximum extent permitted by Nevada law. As a result, a
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> director or officer will have no personal liability ... except for (a) acts or
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> omissions which involve intentional misconduct, fraud or a knowing violation of
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> law, or (b) the payment of distributions in violation of section 78.300 of the
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> Nevada Revised Statutes."
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Link: https://www.sec.gov/Archives/edgar/data/1777274/000121390022032759/ea161576-1u_oraclehealth.htm
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(CIK 0001777274, accession 0001213900-22-032759)
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---
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### 2. FG Financial Group, Inc. (FGF) - DE -> NV (shareholder-approved, by merger)
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8-K reporting the vote. Shows the standard mechanic: a plan of merger into a wholly
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owned Nevada sub.
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> "Approval of Reincorporation from Delaware to Nevada - Stockholders approved the
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> Agreement and Plan of Merger, dated as of October 19, 2022, by and between the
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> Company and FG Financial Group, Inc., a Nevada corporation and a wholly owned
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> subsidiary of the Company ..."
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Link: https://www.sec.gov/Archives/edgar/data/1591890/000149315222034739/form8-k.htm
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(CIK 0001591890, accession 0001493152-22-034739)
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---
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### 3. LogicMark, Inc. (LGMK) - DE -> NV (proxy advisor endorsed it)
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DEFA14A noting the proxy-advisory firm ISS recommended a "For" vote on the move -
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useful third-party validation that this is mainstream, not fringe.
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> "ISS endorsed the Company's proxy proposals ... approve the reincorporation from
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> Delaware to Nevada and recommended a vote 'For' ..."
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Link: https://www.sec.gov/Archives/edgar/data/1566826/000121390022047897/ea164428-defa14a_logicmark.htm
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(CIK 0001566826, accession 0001213900-22-047897)
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---
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### How big is the trend (also citable)
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EDGAR full-text search (efts.sec.gov), reincorporation/redomestication mentions by
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destination state, pulled 2026-06-09:
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- Nevada: 281 filings (all-time), 33 since 2024
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- Texas: 99 filings (all-time), 27 since 2024
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- Surge Components, Integrated Media Holdings, and ~220 more DE->NV filings exist
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via the query `"reincorporation from Delaware to Nevada"`:
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https://efts.sec.gov/LATEST/search-index?q=%22reincorporation+from+Delaware+to+Nevada%22
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### Statutory / fee sources to cite (let a CFO fact-check in 60s)
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- Delaware franchise tax + calculator: https://corp.delaware.gov/frtaxcalc/ (min $175, max $200,000; "authorized shares method" default)
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- Nevada NRS 78.138 (director/officer liability): https://www.leg.state.nv.us/nrs/nrs-078.html
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- Nevada NRS Chapter 92A (conversion/merger mechanic): https://www.leg.state.nv.us/nrs/nrs-092a.html
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- Texas Business Organizations Code Ch. 10 (conversion/domestication): https://statutes.capitol.texas.gov/Docs/BO/htm/BO.10.htm
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- Texas Business Court (operational 2024-09-01): https://www.txcourts.gov/businesscourt/
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